Cover Page
Cover Page - shares | 6 Months Ended | |
Jun. 30, 2021 | Jul. 30, 2021 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 30, 2021 | |
Document Transition Report | false | |
Entity File Number | 001-36545 | |
Entity Registrant Name | INTERSECT ENT, INC. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 20-0280837 | |
Entity Address, Address Line One | 1555 Adams Drive | |
Entity Address, City or Town | Menlo Park | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 94025 | |
City Area Code | 650 | |
Local Phone Number | 641-2100 | |
Title of 12(b) Security | Common Stock, 0.001 par value | |
Trading Symbol | XENT | |
Security Exchange Name | NASDAQ | |
Entity Interactive Data Current | Yes | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding (in shares) | 33,314,586 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q2 | |
Entity Central Index Key | 0001271214 | |
Current Fiscal Year End Date | --12-31 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 | ||
Current assets: | ||||
Cash and cash equivalents | $ 21,364 | $ 13,521 | [1] | |
Short-term investments | 36,406 | 74,506 | [1] | |
Accounts receivable, net | 15,993 | 14,592 | [1] | |
Inventories, net | 15,059 | 12,054 | [1] | |
Prepaid expenses and other current assets | 3,546 | 3,494 | [1] | |
Total current assets | 92,368 | 118,167 | [1] | |
Property and equipment, net | 5,427 | 5,624 | [1] | |
Operating lease right-of-use assets | 16,317 | 17,151 | [1] | |
Intangible assets, net | 19,618 | 21,193 | [1] | |
Goodwill | 47,035 | 46,639 | [1] | |
Restricted cash | 18,346 | 17,500 | [1] | |
Other non-current assets | 1,749 | 1,107 | [1] | |
Total assets | 200,860 | 227,381 | [1] | |
Current liabilities: | ||||
Accounts payable | 7,629 | 6,042 | [1] | |
Accrued compensation | 11,970 | 13,559 | [1] | |
Deferred acquisition related consideration, current | [1] | 20,845 | 21,071 | |
Other current liabilities | 4,951 | 3,575 | [1] | |
Total current liabilities | 45,395 | 44,247 | [1] | |
Operating lease liabilities | 15,375 | 17,736 | [1] | |
Convertible notes, net | 63,783 | 63,650 | [1] | |
Deferred acquisition related consideration, non-current | 33,103 | 33,167 | [1] | |
Deferred tax liability | 876 | 1,569 | [1] | |
Other non-current liabilities | 697 | 0 | [1] | |
Total liabilities | 159,229 | 160,369 | [1] | |
Commitments and contingencies (note 10) | [1] | |||
Stockholders’ equity: | ||||
Preferred stock | 0 | 0 | [1] | |
Common stock, $0.001 par value; Authorized shares: 150,000; Issued and outstanding shares: 33,261 at June 30, 2021 and 32,936 at December 31, 2020 | 33 | 33 | [1] | |
Additional paid-in capital | 381,300 | 370,053 | [1] | |
Accumulated other comprehensive income | 5 | 1 | [1] | |
Accumulated deficit | (339,707) | (303,075) | [1] | |
Total stockholders’ equity | 41,631 | 67,012 | [1] | |
Total liabilities and stockholders’ equity | 200,860 | 227,381 | [1] | |
Series DF-1 Convertible Preferred Stock | ||||
Stockholders’ equity: | ||||
Preferred stock | $ 0 | $ 0 | [1] | |
[1] | Amounts have been derived from the December 31, 2020 audited consolidated financial statements included in the Company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission. |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Jun. 30, 2021 | Dec. 31, 2020 |
Stockholders’ equity: | ||
Preferred stock, par value (in usd per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized (in shares) | 9,994,000 | 9,994,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, shares authorized (in shares) | 150,000,000 | 150,000,000 |
Common stock, shares issued (in shares) | 33,261,000 | 32,936,000 |
Common stock, shares outstanding (in shares) | 33,261,000 | 32,936,000 |
Common stock, par value (in usd per share) | $ 0.001 | $ 0.001 |
Series DF-1 Convertible Preferred Stock | ||
Stockholders’ equity: | ||
Preferred stock, par value (in usd per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized (in shares) | 6,310 | 6,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations and Comprehensive Loss - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Income Statement [Abstract] | ||||
Revenue | $ 27,349 | $ 9,780 | $ 51,677 | $ 29,606 |
Cost of sales | 8,332 | 7,357 | 16,787 | 13,767 |
Gross profit | 19,017 | 2,423 | 34,890 | 15,839 |
Operating expenses: | ||||
Selling, general and administrative | 28,731 | 19,497 | 56,808 | 45,697 |
Research and development | 6,360 | 4,018 | 12,730 | 9,164 |
Total operating expenses | 35,091 | 23,515 | 69,538 | 54,861 |
Loss from operations | (16,074) | (21,092) | (34,648) | (39,022) |
Interest expense | (1,409) | (486) | (2,784) | (486) |
Other income (expense), net | 442 | (1,546) | (62) | (1,149) |
Loss before income taxes | (17,041) | (23,124) | (37,494) | (40,657) |
Provision for income tax (benefit) | (440) | 0 | (862) | 0 |
Net loss | (16,601) | (23,124) | (36,632) | (40,657) |
Other comprehensive income (loss): | ||||
Unrealized gain (loss) on short-term investments, net | (10) | 61 | 4 | 42 |
Comprehensive loss | $ (16,611) | $ (23,063) | $ (36,628) | $ (40,615) |
Net loss per share, basic (in usd per share) | $ (0.50) | $ (0.71) | $ (1.11) | $ (1.25) |
Net loss per share, diluted (in usd per share) | $ (0.50) | $ (0.71) | $ (1.11) | $ (1.25) |
Weighted average common shares used to compute net loss per share, basic (in usd per share) | 33,185 | 32,595 | 33,104 | 32,480 |
Weighted average common shares used to compute net loss per share, diluted (in usd per share) | 33,185 | 32,595 | 33,104 | 32,480 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Stockholder's Equity - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-in Capital | Accumulated Other Comprehensive Income | Accumulated Deficit | |
Balance at beginning of period (in shares) at Dec. 31, 2019 | 32,235,000 | |||||
Balance at beginning of period at Dec. 31, 2019 | $ 118,058 | $ 32 | $ 348,729 | $ 53 | $ (230,756) | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Issuance of common stock and exercise of stock options (in shares) | 302,000 | |||||
Issuance of common stock and exercise of stock options | 3,101 | $ 1 | 3,100 | |||
Stock-based compensation expense | 4,253 | 4,253 | ||||
Unrealized gain (loss) on short-term investments | (19) | (19) | ||||
Net loss | (17,533) | (17,533) | ||||
Balance at end of period (in shares) at Mar. 31, 2020 | 32,537,000 | |||||
Balance at end of period at Mar. 31, 2020 | 107,860 | $ 33 | 356,082 | 34 | (248,289) | |
Balance at beginning of period (in shares) at Dec. 31, 2019 | 32,235,000 | |||||
Balance at beginning of period at Dec. 31, 2019 | 118,058 | $ 32 | 348,729 | 53 | (230,756) | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Unrealized gain (loss) on short-term investments | 42 | |||||
Net loss | (40,657) | |||||
Balance at end of period (in shares) at Jun. 30, 2020 | 32,645,000 | |||||
Balance at end of period at Jun. 30, 2020 | 89,111 | $ 33 | 360,396 | 95 | (271,413) | |
Balance at beginning of period (in shares) at Mar. 31, 2020 | 32,537,000 | |||||
Balance at beginning of period at Mar. 31, 2020 | 107,860 | $ 33 | 356,082 | 34 | (248,289) | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Issuance of common stock and exercise of stock options (in shares) | 108,000 | |||||
Issuance of common stock and exercise of stock options | 728 | 728 | ||||
Stock-based compensation expense | 3,586 | 3,586 | ||||
Unrealized gain (loss) on short-term investments | 61 | 61 | ||||
Net loss | (23,124) | (23,124) | ||||
Balance at end of period (in shares) at Jun. 30, 2020 | 32,645,000 | |||||
Balance at end of period at Jun. 30, 2020 | 89,111 | $ 33 | 360,396 | 95 | (271,413) | |
Balance at beginning of period (in shares) at Dec. 31, 2020 | 32,936,000 | |||||
Balance at beginning of period at Dec. 31, 2020 | 67,012 | [1] | $ 33 | 370,053 | 1 | (303,075) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Issuance of common stock and exercise of stock options (in shares) | 200,000 | |||||
Issuance of common stock and exercise of stock options | 1,121 | 1,121 | ||||
Stock-based compensation expense | 4,141 | 4,141 | ||||
Unrealized gain (loss) on short-term investments | 14 | 14 | ||||
Net loss | (20,031) | (20,031) | ||||
Balance at end of period (in shares) at Mar. 31, 2021 | 33,136,000 | |||||
Balance at end of period at Mar. 31, 2021 | 52,257 | $ 33 | 375,315 | 15 | (323,106) | |
Balance at beginning of period (in shares) at Dec. 31, 2020 | 32,936,000 | |||||
Balance at beginning of period at Dec. 31, 2020 | 67,012 | [1] | $ 33 | 370,053 | 1 | (303,075) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Unrealized gain (loss) on short-term investments | 4 | |||||
Net loss | (36,632) | |||||
Balance at end of period (in shares) at Jun. 30, 2021 | 33,261,000 | |||||
Balance at end of period at Jun. 30, 2021 | 41,631 | $ 33 | 381,300 | 5 | (339,707) | |
Balance at beginning of period (in shares) at Mar. 31, 2021 | 33,136,000 | |||||
Balance at beginning of period at Mar. 31, 2021 | 52,257 | $ 33 | 375,315 | 15 | (323,106) | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Issuance of common stock and exercise of stock options (in shares) | 125,000 | |||||
Issuance of common stock and exercise of stock options | 1,390 | 1,390 | ||||
Stock-based compensation expense | 4,595 | 4,595 | ||||
Unrealized gain (loss) on short-term investments | (10) | (10) | ||||
Net loss | (16,601) | (16,601) | ||||
Balance at end of period (in shares) at Jun. 30, 2021 | 33,261,000 | |||||
Balance at end of period at Jun. 30, 2021 | $ 41,631 | $ 33 | $ 381,300 | $ 5 | $ (339,707) | |
[1] | Amounts have been derived from the December 31, 2020 audited consolidated financial statements included in the Company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission. |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Operating activities: | ||
Net loss | $ (36,632) | $ (40,657) |
Adjustments to reconcile net loss to cash used in operating activities: | ||
Depreciation and amortization | 2,380 | 991 |
Non-cash lease expense | 978 | 1,078 |
Stock-based compensation expense | 8,638 | 7,988 |
Amortization of net investment premium (discount) | 462 | (92) |
Amortization of debt transaction costs and accretion of debt discount | 446 | 117 |
Impairment of property, equipment, and intangible assets | 575 | 0 |
Interest expense on deferred acquisition related costs | 1,030 | 0 |
Loss on foreign currency forward contracts | 1,876 | 0 |
Foreign currency remeasurement gain | (1,425) | 0 |
Change in fair value of embedded derivatives | (313) | 1,796 |
Provision for income tax benefit | (862) | 0 |
Changes in operating assets and liabilities: | ||
Accounts receivable, net | (1,518) | 11,460 |
Inventories, net | (2,907) | 2,844 |
Prepaid expenses and other assets | (1,619) | 350 |
Accounts payable | 1,453 | (1,467) |
Accrued compensation | (1,565) | (4,639) |
Other liabilities | (1,385) | 33 |
Net cash used in operating activities | (30,388) | (20,198) |
Investing activities: | ||
Purchases of short-term investments | 0 | (86,109) |
Maturities of short-term investments | 37,642 | 49,856 |
Purchases of property and equipment | (867) | (533) |
Net cash provided by (used in) investing activities | 36,775 | (36,786) |
Financing activities: | ||
Proceeds from debt financing, net of issuance costs | 0 | 61,961 |
Proceeds from issuance of common stock and exercise of stock options | 2,512 | 3,829 |
Net cash provided by financing activities | 2,512 | 65,790 |
Effect of exchange rates on cash, cash equivalents, and restricted cash | (116) | 0 |
Net increase in cash, cash equivalents, and restricted cash | 8,783 | 8,806 |
Cash, cash equivalents, and restricted cash: | ||
Beginning of the period | 31,021 | 20,652 |
End of the period | 39,804 | 29,458 |
Non-cash investing activities: | ||
Right-of-use asset obtained in exchange for lease obligations | 144 | 0 |
Property and equipment included in accounts payable | 232 | 131 |
Lessor funded building improvements | $ 83 | $ 0 |
Organization
Organization | 6 Months Ended |
Jun. 30, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization | Organization Description of Business Intersect ENT, Inc. (the “Company”) is incorporated in the state of Delaware and is headquartered in Menlo Park, California. The Company is a global ear, nose and throat (“ENT”) medical technology leader dedicated to transforming patient care. The Company’s U.S. Food and Drug Administration (“FDA”) approved products are steroid releasing implants designed to treat patients suffering from chronic rhinosinusitis (“CRS”) who are managed by ENT physicians. These products include the PROPEL ® family of products (PROPEL ® , PROPEL ® Mini and PROPEL ® Contour) and the SINUVA ® (mometasone furoate) Sinus Implant. The PROPEL family of products are used in conjunction with sinus surgery primarily in hospitals and ambulatory surgery centers (“ASC”) and increasingly in the physician office setting of care in conjunction with balloon dilation and following post-surgical debridement. SINUVA is designed to be used in the physician office setting of care to treat patients who have had ethmoid sinus surgery yet suffer from recurrent sinus obstruction due to polyps. The PROPEL family of products are combination products regulated as devices approved under a Premarket Approval (“PMA”) and SINUVA is a combination product regulated as a drug that was approved under a New Drug Application (“NDA”). The PROPEL family of products have also received CE Markings, permitting them to be marketed in the European Economic Area. In October 2020, the Company acquired Fiagon AG Medical Technologies (“Fiagon”), a global leader in electromagnetic surgical navigation solutions with an expansive portfolio of ENT product offerings, including the VenSure sinus dilation balloon (“ VenSure ”), CUBE Navigation System (“CUBE”), and instruments that complement the Company’s PROPEL and SINUVA sinus implants and extend its geographic reach. The VenSure products received 510(k) clearance in August 2020 and the latest version of the CUBE Navigation System received 510(k) clearance in July 2021. In addition, some of the Fiagon products are registered in other countries including the Asia Pacific. The Company continues to invest in research and development in order to expand its portfolio of products and improve its existing products. Pending Acquisition On August 6, 2021 the Company entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Medtronic, Inc., a Minnesota corporation and wholly-owned subsidiary of Medtronic public limited company (“Medtronic”), and Project Kraken Merger Sub, Inc., a Delaware corporation and wholly-owned subsidiary of Medtronic (“Merger Sub”), providing for the merger of Merger Sub with and into the Company (the “Merger”), with the Company surviving the Merger as a wholly-owned subsidiary of Medtronic. The Company will call a special meeting of its stockholders to present the Merger Agreement to its stockholders for adoption. Under the terms of the Merger Agreement, Medtronic will acquire all outstanding shares of the Company’s common stock in exchange for consideration of $28.25 per share in cash. The Merger Agreement contains representations and warranties customary for transactions of this type. The closing of the Merger is subject to approval of the Company’s stockholders and the satisfaction or waiver of a number of closing conditions. The Merger Agreement provides Medtronic and the Company with certain termination rights and, under certain circumstances, may require that Medtronic or the Company pay a termination fee. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2021 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Basis of Preparation The condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) and pursuant to the rules and regulations of the United States Securities and Exchange Commission (“SEC”). These condensed consolidated financial statements include the accounts of the Company and its consolidated subsidiaries. All intercompany balances and transactions have been eliminated upon consolidation. The interim financial data as of June 30, 2021 is unaudited and is not necessarily indicative of the results for the full year. In the opinion of the Company’s management, the interim data includes only normal and recurring adjustments necessary for a fair presentation of the Company’s financial results for the three and six months ended June 30, 2021 and 2020. Certain information and disclosures normally included in the annual financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to SEC rules and regulations relating to interim financial statements. The accompanying condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K (“Annual Report”) for the year ended December 31, 2020 filed with the SEC on March 9, 2021. Risks and Uncertainties The Company is subject to risks and uncertainties resulting from the COVID-19 pandemic. The Company cannot predict the extent or duration of the impact of the COVID-19 pandemic on its financial and operating results, as the information regarding the current environment is evolving. Due to the COVID-19 pandemic, the Company’s business has been and will continue to be impacted by patients’ decisions whether or not to undergo sinus surgeries and, as a result, ENT ASC and office procedure volumes may fluctuate. The Company’s operations may be further impacted by COVID-19 due to changes in its manufacturing operations as a result of the easing of certain restrictions of the shelter-in-place orders issued by local and federal authorities. Furthermore, the COVID-19 pandemic has led to severe disruption and volatility in global capital markets and increased economic uncertainty and instability. The magnitude of the impact of the COVID-19 pandemic on the Company’s business will depend on a number of factors, including, but not limited to: the duration and severity of the pandemic is unknown and could continue longer, and be more severe, than the Company currently expects; the duration, extent and re-occurrence of the shelter-in-place orders impacting its manufacturing operations; the unknown state of the U.S. economy following the pandemic; the level of demand for the Company’s products as the pandemic subsides; and the time it will take for the economy to recover from the pandemic. As of the date of these condensed consolidated financial statements, the extent to which the COVID-19 pandemic may materially adversely impact the Company’s financial results, operating results, or liquidity is uncertain. Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts and disclosures reported in the financial statements. Management uses significant judgment when making estimates related to its revenue related allowances, inventory, common stock valuation and related stock-based compensation, leases, business combinations, embedded derivatives, as well as certain accrued liabilities. Management bases its estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results could differ from those estimates. Accounting Pronouncements Recently Adopted Accounting Standards In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes ("ASU 2019-12"), which is intended to simplify various aspects related to accounting for income taxes. ASU 2019-12 removes certain exceptions to the general principles in Topic 740 and also clarified and amends existing guidance to improve consistent application. ASU 2019-12 became effective for the Company beginning in 2021 . The adoption of the standard did not result in a material impact to the Company’s condensed consolidated financial statements. In October 2020, the FASB issued ASU No. 2020-08, Codification Improvements to Subtopic 310-20, Receivables- Nonrefundable Fees and Other Costs ("ASU 2020-08"). ASU 2020-08 clarifies the accounting for the amortization period for certain purchased callable debt securities held at a premium by giving consideration to securities which have multiple call dates. ASU 2020-08 became effective for the Company beginning in 2021. The adoption of the standard had no impact to the Company’s condensed consolidated financial statements. In August 2020, the FASB issued ASU No. 2020-06, Debt- Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging- Contracts in Entity’s Own Equity (Subtopic 815-40) ("ASU 2020-06") . ASU 2020-06 modifies and simplifies accounting for convertible instruments. The new guidance eliminates certain separation models that require separating embedded conversion features from convertible instruments. ASU 2020-06 also addresses how convertible instruments are accounted for in the diluted earnings per share calculation. The Company early adopted this standard and became effective beginning in 2021. The adoption of the standard had no impact to the Company’s condensed consolidated financial statements. Significant Accounting Policies There have been no significant changes to the accounting policies during the six months ended June 30, 2021, as compared to the significant accounting policies described in Note 2 of the “Notes to Consolidated Financial Statements” in the Company’s audited consolidated financial statements included in its Annual Report on Form 10-K for the year ended December 31, 2020, except as follows: Multiple-Element Arrangements The Company enters into lease arrangements with certain qualified customers in connection with commitments to purchase consumable products to accompany the use of the equipment. Leases have terms that generally range from 24 to 48 months and are usually collateralized by a security interest in the underlying assets. Revenue related to multiple-element arrangements are allocated to lease and non-lease elements based on their relative standalone selling prices. Contract interpretation and analysis is required to determine the appropriate accounting including: (1) the amount of total consideration; (2) whether the arrangement contains an embedded lease and if so, the respective lease classification; (3) the identification of the distinct performance obligations contained within the arrangement; (4) how the arrangement consideration should be allocated to each performance obligation; and (5) when to recognize revenue on the performance obligation. Lease elements include a CUBE Navigation System, while non-lease elements generally include service, consumable products such as the VenSure sinus dilation balloon and PROPEL, instruments, and accessories. Lease arrangements transfer the ownership, contingent upon attainment of contractual commitments, or provide the customer with a right to purchase the system leased at the end of the lease term. In determining whether a transaction should be classified as a sales-type or operating lease, the Company considers the following terms at lease commencement: (1) whether the lease transfers ownership of the asset to the lessee; (2) whether the lease grants the lessee a purchase option which is reasonably certain of being exercised; (3) whether the lease term is for a major part of the asset’s remaining economic life; (4) whether the present value of the lease payments is substantially all of the asset’s fair value; and (5) whether the asset is so specialized, it is expected to have no alternative use to the Company at the end of the lease term. The Company recognizes revenue from sales-type lease arrangements at the time the system is delivered and when the lease payments are probable of collection. If revenue recognition criteria have not been met, lease-related cash collections are deferred as a deposit liability, which is recorded in other current liabilities on the condensed consolidated balance sheets. Revenue related to lease elements from operating lease arrangements is generally recognized on a straight-line basis over the lease term or as consumable sales are made, not to exceed the straight-line amount. Cost of sales Cost of sales consists primarily of manufacturing overhead costs, material costs, and direct labor. A significant portion of the Company’s cost of sales currently consists of manufacturing overhead costs. These overhead costs include compensation, including stock-based compensation and other operating expenses associated with the cost of quality assurance, material procurement, inventory control, facilities, information technology, equipment and operations supervision and manufacturing and warehouse management. Cost of sales also includes depreciation expense for production equipment, amortization of intangible assets associated with acquired product technologies and processes, maintenance of operational processes, and certain direct costs such as shipping costs. Property and Equipment Property and equipment are stated at cost, less accumulated depreciation and amortization. Depreciation is determined using the straight-line method over the estimated useful lives of the respective assets, generally two three months ended March 31, 2021, the Company recognized impairment expense of $0.4 million related to certain property and equipment, which was recorded in selling, general and administrative expense in the condensed consolidated statements of operations. |
Composition of Certain Financia
Composition of Certain Financial Statement Items | 6 Months Ended |
Jun. 30, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Composition of Certain Financial Statement Items | Composition of Certain Financial Statement Items Accounts receivable, net (in thousands): June 30, December 31, Accounts receivable $ 16,387 $ 15,079 Allowance for doubtful accounts (394) (487) $ 15,993 $ 14,592 Inventories, net (in thousands): June 30, December 31, Raw materials $ 3,237 $ 2,865 Work-in-process 5,119 3,411 Finished goods 6,703 5,778 $ 15,059 $ 12,054 Capitalized stock-based compensation expense of $0.4 million and $0.3 million was included in inventory as of June 30, 2021 and December 31, 2020, respectively. Operating lease liabilities (in thousands): June 30, December 31, Current portion presented in other current liabilities $ 2,276 $ 762 Non-current portion presented in operating lease liabilities 15,375 17,736 $ 17,651 $ 18,498 Revenue (in thousands): Three Months Ended Six Months Ended 2021 2020 2021 2020 PROPEL family of products $ 23,059 $ 9,481 $ 43,501 $ 28,571 SINUVA 2,686 299 5,121 1,035 VenSure, CUBE, and accessories 1,604 — 3,055 — $ 27,349 $ 9,780 $ 51,677 $ 29,606 |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 6 Months Ended |
Jun. 30, 2021 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The Company measures certain financial assets and liabilities at fair value on a recurring basis, including cash equivalents, short-term investments, and convertible debt embedded derivatives. Fair value is an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or a liability. A three-tier fair value hierarchy is established as a basis for considering such assumptions and for inputs used in the valuation methodologies in measuring fair value: Level 1 — Observable inputs such as quoted prices (unadjusted) for identical assets or liabilities in active markets. Level 2 — Other inputs that are based upon quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active and model-based valuation techniques for which all significant inputs are observable in the market or can be derived from observable market data. Level 3 — Unobservable inputs that are supported by little or no market activities, which would require the Company to develop its own assumptions. The fair value hierarchy also requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The fair value of marketable securities classified within Level 2 is based upon observable inputs that may include benchmark yields, reported trades, broker/dealer quotes, two-sided markets, benchmark securities, bids, offers and reference data including market research publications. The fair value of debt is based on the amount of future cash flows associated with the instrument discounted using the Company’s estimated market rate as well as a convertible lattice model for the embedded features. As of June 30, 2021, the fair value of the Company’s Convertible Notes (see Note 9) was $86.7 million . Cash, Cash Equivalents, Short-term Investments, and Restricted Cash The following is a summary of cash, cash equivalents, and restricted cash (in thousands): June 30, 2021 2020 Cash and cash equivalents $ 21,364 $ 29,458 Restricted cash 18,346 — Restricted cash presented in prepaid and other current assets 94 — Total cash, cash equivalents, and restricted cash shown in the condensed consolidated statement of cash flows $ 39,804 $ 29,458 In association with the acquisition of Fiagon, the Company held $18.3 million and $17.5 million as of June 30, 2021 and December 31, 2020, respectively, with an escrow agent with the seller as beneficiary. These balances are presented as restricted cash on the Company’s condensed consolidated balance sheets. The restricted cash balance presented in prepaid and other current assets as of June 30, 2021 represents a rent deposit held in escrow. The following is a summary of the Company’s unrealized gains and losses related to its short-term investments in marketable securities designated available-for-sale (in thousands): Reported as: Amortized Gross Unrealized Estimated Cash and cash Short-term June 30, 2021 Gains Losses Level 1: Cash $ 13,207 $ — $ — $ 13,207 $ 13,207 $ — Money market funds 8,157 — — 8,157 8,157 — 21,364 — — 21,364 21,364 — Level 2: U.S. treasury bills 28,390 5 — 28,395 — 28,395 U.S. government agency bonds 8,011 — — 8,011 — 8,011 36,401 5 — 36,406 — 36,406 $ 57,765 $ 5 $ — $ 57,770 $ 21,364 $ 36,406 Reported as: Amortized Gross Unrealized Estimated Cash and cash Short-term December 31, 2020 Gains Losses Level 1: Cash $ 9,755 $ — $ — $ 9,755 $ 9,755 $ — Money market funds 2,762 — — 2,762 2,762 — 12,517 — — 12,517 12,517 — Level 2: U.S. treasury bills 49,698 4 (3) 49,699 1,004 48,695 Corporate debt securities 6,307 — (2) 6,305 — 6,305 U.S. government agency bonds 19,504 3 (1) 19,506 — 19,506 75,509 7 (6) 75,510 1,004 74,506 $ 88,026 $ 7 $ (6) $ 88,027 $ 13,521 $ 74,506 There were no transfers in and out of Level 1 and Level 2 during the six months ended June 30, 2021 and year ended December 31, 2020. As of June 30, 2021 and December 31, 2020, the Company had no investments with a remaining maturity of greater than one year. Based on an evaluation of securities that have been in a loss position, the Company did not recognize any other-than-temporary impairment charges during the six months ended June 30, 2021 and year ended December 31, 2020. The Company considered various factors which included a credit and liquidity assessment of the underlying securities and the Company’s intent and ability to hold the underlying securities until the estimated date of recovery of its amortized cost. The Company had no unrealized losses as of June 30, 2021 and concluded that any unrealized losses on investments as of December 31, 2020 were not attributed to credit. Convertible Notes Embedded Derivatives The Convertible Notes due in 2025 (see Note 9) have embedded features which were required to be bifurcated upon issuance and then periodically remeasured separately as embedded derivatives. These embedded features include additional make-whole interest payments which may become payable to the lender upon certain events, such as a change in control, upon optional redemption by the Company, or a sale of all or substantially all of the Company’s assets. The embedded features also include additional shares depending on the time to maturity and the stock price which may be added to an early conversion upon certain events. The Company has utilized a convertible lattice model to determine the fair value of the embedded features, which utilizes inputs including the common stock price, volatility of common stock, credit rating, probability of certain triggering events and time to maturity. The fair value measurements of the embedded derivatives are classified as Level 3 financial instruments. At June 30, 2021, the fair value of the embedded features was $2.7 million and has been presented together with the Convertible Notes host instrument on the condensed consolidated balance sheets. Changes in the fair value of the Company’s Level 3 liabilities were as follows: June 30, Balance at December 31, 2020 $ 3,048 Fair value adjustment (313) Balance at June 30, 2021 $ 2,735 The change in fair value of embedded derivatives for the three and six months ended June 30, 2021 was a $0.7 million gain and a $0.3 million gain, respectively, compared to a $1.8 million loss for both the three and six months ended June 30, 2020, which was recorded in other income (expense), net in the Company's condensed consolidated statements of operations. Derivative Financial Instruments The Company’s deferred purchase consideration related to the Fiagon acquisition exposed it to foreign currency exchange risk between rate fluctuations of the U.S. dollar and the Euro. To manage this risk, the Company entered into a series of foreign currency exchange forward contracts. In general, gains and losses related to these contracts are expected to be substantially offset by corresponding gains and losses on the remeasurement of the deferred purchase consideration each reporting period. The risk of loss in the event of a counterparty default is limited to the amount of any unrealized gains on outstanding contracts (e.g., those contracts that have a positive fair value) at the date of default. The Company does not enter into derivative contracts for trading purposes. The derivative instruments the Company uses to hedge this exposure are not designated as hedges and, as a result, changes in their fair value are recorded in other income (expense), net in its condensed consolidated statements of operations. The derivative assets and liabilities are measured using Level 2 fair value inputs. The Company had gross notional amounts (in EUR) on foreign currency exchange contracts not designated as hedging instruments outstanding as of June 30, 2021 and December 31, 2020 as follows (in thousands): June 30, December 31, Notional amounts: Forward contracts € 45,000 € 45,000 Gross fair value recorded in: Prepaid expenses and other current assets $ — $ 275 Other non-current assets $ — $ 558 Other current liabilities $ 345 $ — Other non-current liabilities $ 697 $ — The following table summarizes the effect of the Company’s foreign currency exchange contracts on its condensed consolidated statements of operations recognized in other income (expense), net (in thousands): Three Months Ended Six Months Ended June 30, 2021 June 30, 2021 Recognized gains (losses) on foreign currency exchange contracts $ 411 $ (1,876) Foreign exchange gain (loss) on remeasurement of deferred acquisition related consideration $ (671) $ 1,713 |
Business Combinations
Business Combinations | 6 Months Ended |
Jun. 30, 2021 | |
Business Combination and Asset Acquisition [Abstract] | |
Business Combinations | Business Combinations On October 2, 2020, the Company acquired all of the outstanding equity interests of Fiagon and its subsidiaries. Fiagon develops, and commercializes globally, innovative electromagnetic surgical navigation systems and an associated suite of surgical tools and sinus dilation balloons targeted to the ENT surgical space. The transaction increases the Company’s product portfolio as well as its ability to serve customers and patients in the U.S., Europe and elsewhere. Assets and operations acquired included developed technologies, a distribution network, customer relationships, trademarks, certain personnel, and net tangible assets, which collectively met the definition of a business. Under the terms of the Purchase Agreement for the acquisition of Fiagon, the Company made an initial €15.0 million ($17.6 million) payment upon closing in October 2020 and will make €15.0 million annual payments for each of the subsequent three years, plus an approximately €2.5 million purchase price adjustment due in October 2021. The total purchase consideration is denominated in Euros with an equivalent value of $69.3 million which included an upfront cash payment of $17.6 million, and deferred payments of $51.7 million, of which $17.5 million (€15.0 million equivalent) of cash was placed in escrow with the seller as beneficiary. The amount placed in escrow is required to be adjusted to the equivalent of €15.0 million on January 15th and July 15th of each year based on the end of the prior month's five-day trailing exchange rate. The restrictions on cash held in escrow will be released upon payment of the last deferred purchase payment due in October 2023. In addition, the Company entered into agreements to pledge the shares of Fiagon and its intellectual property as security for the deferred payments. The share pledge expires upon payment of the last deferred purchase payment due in October 2023 and the intellectual property pledge expires upon payment of the second installment due in October 2021. The Company recorded $4.6 million of tangible assets, primarily consisting of $2.2 million of inventory, offset by liabilities assumed of $4.2 million, including deferred tax liabilities of $2.2 million. In addition, the Company recorded $21.9 million of intangible assets and $46.6 million in residual goodwill. Goodwill arising from the business combination consists largely of the synergies and economies of scale expected from combining the operations of the Company and Fiagon, as well as the value of Fiagon’s assembled workforce. Intangible assets included patents and developed technology, a distribution network, customer relationships, and trademarks. The Company’s management utilized a specialist to assist in the valuation. Key assumptions included in the valuation were (1) the amount and timing of future revenues, expenses, and other cash flows, and (2) the discount rate used to determine the present value of these cash flows. The goodwill is not amortizable for income tax purposes. During the three months ended June 30, 2021, the Company finalized its purchase accounting and recorded a measurement period adjustment to increase goodwill and purchase consideration by $0.4 million, to $47.0 million upon agreement with the Sellers of the installment payment due in October 2021, and as a result of completing its assessment of tax exposure related to pre-acquisition periods. In addition, during the three months ended March 31, 2021 , the Company recognized impairment expense of $0.2 million, related to the remaining trademarks value as a result of a decision to rebrand the associated products, which was recorded in selling, general and administrative expenses in the condensed consolidated statements of operations. |
Stockholders' Equity
Stockholders' Equity | 6 Months Ended |
Jun. 30, 2021 | |
Equity [Abstract] | |
Stockholders' Equity | Stockholders’ Equity Series DF-1 Convertible Preferred Stock The Company’s board of directors has designated 6,310 shares of the authorized 10,000,000 shares of preferred stock, $0.001 par value per share, as Series DF-1 Convertible Preferred Stock (the “Series DF-1 Preferred Stock”). Each share of Series DF-1 Preferred Stock is non-voting and convertible to 1,000 shares of the Company’s Common Stock. There is an aggregate of 6,309,459 shares of common stock issuable upon conversion of the Series DF-1 Preferred Stock. The Series DF-1 Preferred Stock does not have voting rights but is eligible for dividends or distributions on an as-converted basis. |
Stock-based Compensation Expens
Stock-based Compensation Expense | 6 Months Ended |
Jun. 30, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Stock-based Compensation Expense | Stock-based Compensation Expense 2014 Equity Incentive Plan In July 2014, the Company’s board of directors approved the 2014 Equity Incentive Plan (the “2014 Plan”). The number of shares of common stock reserved for issuance under the 2014 Plan will automatically increase on January 1 of each year, beginning on January 1, 2015, and continuing through and including January 1, 2024, by 3% of the total number of shares of the Company’s capital stock outstanding on December 31 of the preceding calendar year, or a lesser number of shares determined by the Company’s board of directors. On January 1, 2021, the total number of shares of common stock reserved for issuance increased by 988,070 shares to 10,922,838 shares reserved since the inception of the 2014 Plan. At June 30, 2021, 3,310,745 shares remained available for issuance. The following is a summary of the Company’s stock option activity and related information (options in thousands): Six Months Ended Options Weighted Average Outstanding, beginning of period 3,599 $ 22.01 Granted 844 22.27 Exercised (145) 11.36 Forfeited (387) 25.52 Outstanding, end of period 3,911 22.11 Exercisable 1,555 23.04 Outstanding options as of June 30, 2021 includes an option subject to both service and market-based vesting conditions to purchase 427,147 shares of the Company’s common stock with an exercise price of $20.44. As of June 30, 2021, these stock options remain unvested. As of June 30, 2021, the aggregate pre-tax intrinsic value of options outstanding was $2.4 million and options outstanding and exercisable was $1.7 million, the weighted-average remaining contractual term of options outstanding was 7.9 years, and options outstanding and exercisable was 6.5 years. The aggregate pre-tax intrinsic value of options exercised was $1.4 million and $1.2 million during the six months ended June 30, 2021 and 2020, respectively. The following is a summary of the Company’s RSU activity and related information (RSUs in thousands): Six Months Ended RSUs Weighted Average Outstanding, beginning of period 488 $ 23.88 Awarded 290 22.78 Vested (122) 26.54 Forfeited (64) 22.82 Outstanding, end of period 592 22.91 As of June 30, 2021, the aggregate pre-tax intrinsic value of RSUs outstanding was $10.1 million, calculated based on the closing price of the Company’s common stock at the end of the period, and the weighted-average remaining vesting term of RSUs outstanding was 2.0 years. The Company has granted Performance Stock Units (“PSUs”) which are subject to service, performance, and market-based vesting conditions. The following is a summary of the Company’s PSU activity and related information (PSUs in thousands): Six Months Ended PSUs Weighted Average Outstanding, beginning of period 130 $ 15.94 Awarded 187 24.99 Forfeited (15) 21.84 Outstanding, end of period 302 21.25 As of June 30, 2021, the aggregate pre-tax intrinsic value of PSUs outstanding was $5.2 million, calculated based on the closing price of the Company’s common stock at the end of the period, and the weighted-average remaining vesting term of PSUs outstanding was 2.0 years. Total stock-based compensation expense recognized is as follows (in thousands): Three Months Ended Six Months Ended 2021 2020 2021 2020 Cost of sales $ 401 $ 334 $ 722 $ 775 Selling, general and administrative 3,590 2,862 6,681 6,414 Research and development 586 436 1,235 799 $ 4,577 $ 3,632 $ 8,638 $ 7,988 As of June 30, 2021, the total compensation expense related to unvested stock option, RSU, and PSU grants under the Company’s 2014 plan not yet recognized was $37.4 million and is currently estimated to be expensed through the year 2025. This expense will be amortized on a straight-line basis over a weighted average period of 2.5 years and will be adjusted for subsequent forfeitures. 2014 Employee Stock Purchase Plan In July 2014, the Company’s board of directors approved the 2014 Employee Stock Purchase Plan (“2014 ESPP”). A total of 496,092 shares were initially reserved for issuance under the 2014 ESPP. In June 2018, the Company’s stockholders approved the Amended and Restated 2014 ESPP, increasing the total number of shares of common stock reserved for issuance under the 2014 ESPP by 1,200,000 shares to a total of 1,696,092 shares (the “Amended and Restated 2014 ESPP”) since the |
Net Loss per Share
Net Loss per Share | 6 Months Ended |
Jun. 30, 2021 | |
Earnings Per Share [Abstract] | |
Net Loss per Share | Net Loss per Share Basic net loss per share is computed by dividing the net loss by the weighted average number of shares of common stock outstanding during the period. Diluted net loss per share is computed by dividing the net loss by the weighted average number of shares of common stock and common stock equivalent shares from dilutive stock options, employee stock purchases and restricted stock units outstanding during the period. Because the Company has reported a net loss for all periods presented, diluted net loss per share is the same as basic net loss per share for those periods as all potentially dilutive securities were antidilutive in those periods. The following potentially dilutive securities outstanding have been excluded from the computations of weighted average shares outstanding because such securities have an antidilutive impact due to losses reported (in common stock equivalent shares, in thousands): Three Months Ended Six Months Ended 2021 2020 2021 2020 Common stock options 3,484 3,056 3,484 3,056 Market-based performance stock options 427 427 427 427 Restricted stock units 592 546 592 546 Market-based performance stock units 302 177 302 177 Employee stock purchase plan shares 59 72 59 72 Stock issuable upon conversion of convertible note 6,309 6,309 6,309 6,309 11,173 10,587 11,173 10,587 The Company uses the if-converted method for calculating any potentially dilutive effects of the Convertible Notes. The Company did not adjust the net loss for the three and six months ended June 30, 2021 and 2020 to eliminate any interest expense related to the Convertible Notes (see Note 9) in the computation of diluted loss per share, or calculate the potential common shares from conversion, as the effects would have been anti-dilutive. The shares presented above represent the maximum number of convertible shares which can be issued subject to the make-whole increase to the conversion rate upon certain events. |
Convertible Notes
Convertible Notes | 6 Months Ended |
Jun. 30, 2021 | |
Debt Disclosure [Abstract] | |
Convertible Notes | Convertible Notes On May 11, 2020, in order to finance the Company’s commercial activities as well as for general corporate purposes, the Company entered into a Facility Agreement (the “Facility Agreement”) by and among the Company, as borrower, and Deerfield Partners, L.P. (“Deerfield”), as agent for itself and the lenders, providing for the issuance and sale by the Company to Deerfield of $65.0 million of principal amount of 4.0% unsecured senior convertible notes (the “Convertible Notes”) upon the terms and conditions set forth in the Facility Agreement (the “Deerfield Financing”). The $65.0 million principal amount of the Convertible Notes is not payable until the maturity date of May 9, 2025, unless earlier converted or redeemed. The Convertible Notes are convertible into shares of the Company’s common stock, at a conversion rate of 64.3501 shares per $1,000 principal amount of Convertible Notes, which represents an initial conversion price of $15.54. The net proceeds from the sale of the Convertible Notes were approximately $61.8 million after deducting the expenses payable by the Company. The Convertible Notes bear interest at 4.0% per annum, payable quarterly in arrears on July 1, October 1, January 1 and April 1 of each year, commencing July 1, 2020. The Convertible Notes are convertible at any time at the option of the holders thereof, provided that Deerfield is prohibited from converting the Convertible Notes into shares of common stock if, as a result of such conversion, the converting holder (together with certain affiliates and “group” members) would beneficially own more than 4.985% of the total number of shares of common stock then issued and outstanding (the “Beneficial Ownership Cap”). Pursuant to the Convertible Notes, the holders of the Convertible Notes have the option to demand repayment of all outstanding principal, any unpaid interest accrued thereon, and make-whole interest in connection with a Major Transaction (as defined in the Convertible Notes), which shall include, among others, any acquisition or other change of control of the Company; the sale or transfer of assets of the Company equal to more than 50% of the Enterprise Value (as defined in the Convertible Notes) of the Company; a liquidation, bankruptcy or other dissolution of the Company; or if at any time shares of the Company’s common stock are not listed on an Eligible Market (as defined in the Convertible Notes). The Facility Agreement contains certain specified events of default, the occurrence of which would entitle the holders of the Convertible Notes to immediately demand repayment of all outstanding principal and accrued interest on the Convertible Notes, together with a make-whole payment as determined pursuant to the Facility Agreement. Such events of default include, among others, failure to make any payment under the Convertible Notes when due, failure to observe or perform any covenant under the Facility Agreement or the other transaction documents related thereto (subject in certain cases to specified cure periods), the failure of the Company to be able to pay debts as they come due, the commencement of bankruptcy or insolvency proceedings against the Company, a material judgment levied against the Company and a material default by the Company under other indebtedness. On or after the date that is the second anniversary of the issuance date, the Company may redeem up to $32.5 million of the principal amount of Convertible Notes if: • the volume weighted average price of the common stock on each of any twenty (20) trading days during a period of thirty (30) consecutive trading days ending on the date which an optional redemption notice is delivered; • the volume weighted average price of the common stock on the last trading day of such period; and • the closing price of the common stock on the last trading day of such period, in each case, are greater than 150% of the conversion price. On or after the date that is the third anniversary of the issuance date, the Company may redeem up to the entire $65.0 million original principal amount of Convertible Notes if: • the volume weighted average price of the common stock on each of any twenty (20) trading days during a period of thirty (30) consecutive trading days ending on the date which an optional redemption notice is delivered; • the volume weighted average price of the common stock on the last trading day of such period; and • the closing price of the common stock on the last trading day of such period, in each case, are greater than 200% of the conversion price. The Company is obligated to notify the holders of the Convertible Notes no less than ten trading days nor more than sixty calendar days prior to any such redemption. During the period from the date on which the Company delivers an optional redemption notice until the date the optional redemption price is paid to holders, if a holder elects to convert its Convertible Notes, it will receive the shares otherwise issuable upon conversion of the Convertible Notes, plus an additional number of shares determined in accordance with the Convertible Notes. To the extent the holder would be prohibited due to the Beneficial Ownership Cap to convert its Convertible Notes during such period, such holder would be entitled to convert all or any portion of its Convertible Notes into shares of Series DF-1 Preferred Stock of the Company (such conversion, a “Preferred Stock Conversion”). The number of Series DF-1 Preferred Stock issuable upon a Preferred Stock Conversion shall be determined by dividing the number of shares of common stock of the Company that it would be entitled to receive from such conversion by 1,000. See Note 6 for discussion on the rights and privileges of Series DF-1 Preferred Stock. Upon any conversion of the Convertible Notes in connection with a major transaction, redemption of the Convertible Notes in connection with a major transaction or an optional redemption, holders of the Convertible Notes will also be entitled to a make-whole increase to the conversion rate or make-whole interest provision. The Company is subject to a number of affirmative and restrictive covenants pursuant to the Facility Agreement, including covenants regarding compliance with applicable laws and regulations, maintenance of property, payment of taxes, maintenance of insurance, business combinations, incurrence of additional indebtedness, prepayments of other unsecured indebtedness and transactions with affiliates, among other covenants. The Company is also restricted from paying dividends or making other distributions or payments on its capital stock, subject to limited exceptions. Certain features in the Convertible Notes are accounted for as embedded derivatives bifurcated from the principal balance of the Convertible Notes. See Note 4 for further discussion on the valuation of the embedded derivatives. Upon issuance, the fair value of the embedded derivatives was $1.8 million. A corresponding convertible debt discount and transaction costs of $1.8 million and $3.2 million, respectively were recorded on the issuance date and are netted against the principal amount of the Convertible Notes. Transaction costs related to the issuance of the Convertible Notes primarily comprised of underwriters’, legal, accounting and other professional fees. As of June 30, 2021 and December 31, 2020, the net carrying amount of the Convertible Notes was as follows: June 30, December 31, Outstanding principal amount of convertible notes $ 65,000 $ 65,000 Unamortized debt discount and transaction costs (3,952) (4,398) Fair value of embedded derivatives 2,735 3,048 Convertible notes, net $ 63,783 $ 63,650 The convertible debt discount and transaction costs are being amortized to expense over the term of the Notes. For the three and six months ended June 30, 2021, the accretion of the convertible debt discount and amortization of debt issuance costs was $0.2 million and $0.4 million, respectively, compared to $0.1 million for both the three and six months ended June 30, 2020, and was included in interest expense in the condensed consolidated statements of operations. The accrued interest on the outstanding principal of $65.0 million as of June 30, 2021 was $0.7 million and was included in other current liabilities on the condensed consolidated balance sheets. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Litigation The Company may at times be involved in litigation and other legal claims in the ordinary course of business. When appropriate in the Company’s estimation, it may record reserves in its financial statements for pending litigation and other claims. On May 15, 2019, a purported stockholder of the Company, Avi Yaron, filed a putative class action complaint in the United States District Court for the Northern District of California, entitled Yaron v. Intersect ENT, Inc., et al., Case No. 4:19-cv-02647, against the Company and certain individual officers and directors alleging violations of the Securities Exchange Act of 1934. The complaint alleges that the Company and the individual officers made false and/or misleading statements about the Company’s business and seeks unspecified damages and attorney’s fees. The Court appointed the lead plaintiff and set a schedule for initial motions and pleadings. By order dated June 19, 2020, the Court granted the Company’s motion to dismiss the amended complaint with leave to amend. On July 29, 2020, the plaintiff filed a second amended complaint. The Company moved to dismiss the second amended complaint on September 18, 2020. By order dated January 22, 2021, the Court granted the Company’s motion to dismiss the second amended complaint with leave to amend. Although the Company continues to believe this lawsuit is without merit, on March 4, 2021, the Company agreed with the plaintiff to a settlement-in-principle that, if approved, will resolve the litigation in its entirety. The plaintiff filed its motion for preliminary approval of the proposed settlement on May 14, 2021. On June 22, 2021, the Court granted the plaintiff's motion for preliminary approval and set a final settlement approval hearing for October 22, 2021. As of June 30, 2021, the Company has accrued anticipated settlement costs associated with this lawsuit of $0.3 million |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The provision for income taxes in the periods presented is based upon the loss before income taxes (in thousands): Three Months Ended Six Months Ended 2021 2020 2021 2020 Provision for income tax (benefit) $ (440) $ — $ (862) $ — The Company’s income tax benefit for the three and six months ended June 30, 2021 was primarily related to the deferred taxes in foreign jurisdictions. Due to historical losses, management believes it is more likely than not that the net deferred tax assets are not recognizable and will not be recognizable until the Company has sufficient taxable income. Accordingly, the net deferred tax assets have been fully offset by a valuation allowance. If management’s assessment of the deferred tax assets of the corresponding valuation allowance were to change, the Company would record the related adjustment to net loss during the period in which management makes the determination. |
Subsequent Event
Subsequent Event | 6 Months Ended |
Jun. 30, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Event | Subsequent Events On July 22, 2021, the Company entered into a Facility Agreement (the “Facility Agreement”) with Deerfield, providing for the issuance and sale by the Company to Deerfield of senior secured loans of an aggregate principal amount of up to $60.0 million under a Facility Agreement (the “Credit Facility”). This is in addition to the existing Convertible Notes described in Note 9. The proceeds are to be made available as follows (i) $20.0 million upon the closing date, (ii) $20.0 million to be disbursed at the option of the Company upon the earlier of the date of any prepayment of the remaining Fiagon acquisition payments ( “Fiagon Payoff Date”) and September 15, 2022, and (iii) $20.0 million upon the earlier of the Fiagon Payoff Date and September 15, 2023. The Credit Facility bears interest at 7.5% per annum, payable quarterly in arrears, commencing on October 15, 2021 and on the 15th business day of each January, April, July, and October thereafter. The Loans will mature on July 22, 2026. The Company estimates that the initial net proceeds from the sale of the Loans were approximately $19.7 million after deducting the estimated expenses payable by the Company. On August 6, 2021 the Company entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Medtronic, Inc., a Minnesota corporation and wholly-owned subsidiary of Medtronic public limited company (“Medtronic”), Project Kraken Merger Sub, Inc., a Delaware corporation and wholly- owned subsidiary of Medtronic (“Merger Sub”), providing for the merger of Merger Sub with and into the Company (the “Merger”), with the Company surviving the Merger as a wholly-owned subsidiary of Medtronic. As a result of the Merger, each share of common stock, par value $0.001 per share, of the Company issued and outstanding immediately prior to the effective time of the Merger (other than shares, if any, held by the Company, Medtronic, Merger Sub or any of their subsidiaries, shares held in treasury, and shares with respect to which dissenters rights have been properly demanded in accordance with the Delaware General Corporation Law) will be converted into the right to receive $28.25 in cash, without interest, per share. The Merger is subject to the satisfaction or waiver of customary closing conditions, including the approval of the Merger by the Company's stockholders and receipt of governmental approvals. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2021 | |
Accounting Policies [Abstract] | |
Basis of Preparation | Basis of Preparation The condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) and pursuant to the rules and regulations of the United States Securities and Exchange Commission (“SEC”). These condensed consolidated financial statements include the accounts of the Company and its consolidated subsidiaries. All intercompany balances and transactions have been eliminated upon consolidation. The interim financial data as of June 30, 2021 is unaudited and is not necessarily indicative of the results for the full year. In the opinion of the Company’s management, the interim data includes only normal and recurring adjustments necessary for a fair presentation of the Company’s financial results for the three and six months ended June 30, 2021 and 2020. Certain information and disclosures normally included in the annual financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to SEC rules and regulations relating to interim financial statements. |
Risks and Uncertainties | Risks and Uncertainties The Company is subject to risks and uncertainties resulting from the COVID-19 pandemic. The Company cannot predict the extent or duration of the impact of the COVID-19 pandemic on its financial and operating results, as the information regarding the current environment is evolving. Due to the COVID-19 pandemic, the Company’s business has been and will continue to be impacted by patients’ decisions whether or not to undergo sinus surgeries and, as a result, ENT ASC and office procedure volumes may fluctuate. The Company’s operations may be further impacted by COVID-19 due to changes in its manufacturing operations as a result of the easing of certain restrictions of the shelter-in-place orders issued by local and federal authorities. Furthermore, the COVID-19 pandemic has led to severe disruption and volatility in global capital markets and increased economic uncertainty and instability. The magnitude of the impact of the COVID-19 pandemic on the Company’s business will depend on a number of factors, including, but not limited to: the duration and severity of the pandemic is unknown and could continue longer, and be more severe, than the Company currently expects; the duration, extent and re-occurrence of the shelter-in-place orders impacting its manufacturing operations; the unknown state of the U.S. economy following the pandemic; the level of demand for the Company’s products as the pandemic subsides; and the time it will take for the economy to recover from the pandemic. As of the date of these condensed consolidated financial statements, the extent to which the COVID-19 pandemic may materially adversely impact the Company’s financial results, operating results, or liquidity is uncertain. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts and disclosures reported in the financial statements. Management uses significant judgment when making estimates related to its revenue related allowances, inventory, common stock valuation and related stock-based compensation, leases, business combinations, embedded derivatives, as well as certain accrued liabilities. Management bases its estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results could differ from those estimates. |
Accounting Pronouncements | Accounting Pronouncements Recently Adopted Accounting Standards In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes ("ASU 2019-12"), which is intended to simplify various aspects related to accounting for income taxes. ASU 2019-12 removes certain exceptions to the general principles in Topic 740 and also clarified and amends existing guidance to improve consistent application. ASU 2019-12 became effective for the Company beginning in 2021 . The adoption of the standard did not result in a material impact to the Company’s condensed consolidated financial statements. In October 2020, the FASB issued ASU No. 2020-08, Codification Improvements to Subtopic 310-20, Receivables- Nonrefundable Fees and Other Costs ("ASU 2020-08"). ASU 2020-08 clarifies the accounting for the amortization period for certain purchased callable debt securities held at a premium by giving consideration to securities which have multiple call dates. ASU 2020-08 became effective for the Company beginning in 2021. The adoption of the standard had no impact to the Company’s condensed consolidated financial statements. In August 2020, the FASB issued ASU No. 2020-06, Debt- Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging- Contracts in Entity’s Own Equity (Subtopic 815-40) ("ASU 2020-06") . ASU 2020-06 modifies and simplifies accounting for convertible instruments. The new guidance eliminates certain separation models that require separating embedded conversion features from convertible instruments. ASU 2020-06 also addresses how convertible instruments are accounted for in the diluted earnings per share calculation. The Company early adopted this standard and became effective beginning in 2021. The adoption of the standard had no impact to the Company’s condensed consolidated financial statements. |
Multiple-Element Arrangements | Multiple-Element Arrangements The Company enters into lease arrangements with certain qualified customers in connection with commitments to purchase consumable products to accompany the use of the equipment. Leases have terms that generally range from 24 to 48 months and are usually collateralized by a security interest in the underlying assets. Revenue related to multiple-element arrangements are allocated to lease and non-lease elements based on their relative standalone selling prices. Contract interpretation and analysis is required to determine the appropriate accounting including: (1) the amount of total consideration; (2) whether the arrangement contains an embedded lease and if so, the respective lease classification; (3) the identification of the distinct performance obligations contained within the arrangement; (4) how the arrangement consideration should be allocated to each performance obligation; and (5) when to recognize revenue on the performance obligation. Lease elements include a CUBE Navigation System, while non-lease elements generally include service, consumable products such as the VenSure sinus dilation balloon and PROPEL, instruments, and accessories. Lease arrangements transfer the ownership, contingent upon attainment of contractual commitments, or provide the customer with a right to purchase the system leased at the end of the lease term. In determining whether a transaction should be classified as a sales-type or operating lease, the Company considers the following terms at lease commencement: (1) whether the lease transfers ownership of the asset to the lessee; (2) whether the lease grants the lessee a purchase option which is reasonably certain of being exercised; (3) whether the lease term is for a major part of the asset’s remaining economic life; (4) whether the present value of the lease payments is substantially all of the asset’s fair value; and (5) whether the asset is so specialized, it is expected to have no alternative use to the Company at the end of the lease term. |
Cost of sales | Cost of sales Cost of sales consists primarily of manufacturing overhead costs, material costs, and direct labor. A significant portion of the Company’s cost of sales currently consists of manufacturing overhead costs. These overhead costs include compensation, including stock-based compensation and other operating expenses associated with the cost of quality assurance, material procurement, inventory control, facilities, information technology, equipment and operations supervision and manufacturing and warehouse management. Cost of sales also includes depreciation expense for production equipment, amortization of intangible assets associated with acquired product technologies and processes, maintenance of operational processes, and certain direct costs such as shipping costs. |
Property and Equipment | Property and EquipmentProperty and equipment are stated at cost, less accumulated depreciation and amortization. Depreciation is determined using the straight-line method over the estimated useful lives of the respective assets, generally two |
Composition of Certain Financ_2
Composition of Certain Financial Statement Items (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Accounts Receivable | Accounts receivable, net (in thousands): June 30, December 31, Accounts receivable $ 16,387 $ 15,079 Allowance for doubtful accounts (394) (487) $ 15,993 $ 14,592 |
Components of Inventory | Inventories, net (in thousands): June 30, December 31, Raw materials $ 3,237 $ 2,865 Work-in-process 5,119 3,411 Finished goods 6,703 5,778 $ 15,059 $ 12,054 |
Schedule of Operating Leases Liabilities | Operating lease liabilities (in thousands): June 30, December 31, Current portion presented in other current liabilities $ 2,276 $ 762 Non-current portion presented in operating lease liabilities 15,375 17,736 $ 17,651 $ 18,498 |
Disaggregation of Revenue | Revenue (in thousands): Three Months Ended Six Months Ended 2021 2020 2021 2020 PROPEL family of products $ 23,059 $ 9,481 $ 43,501 $ 28,571 SINUVA 2,686 299 5,121 1,035 VenSure, CUBE, and accessories 1,604 — 3,055 — $ 27,349 $ 9,780 $ 51,677 $ 29,606 |
Fair Value of Financial Instr_2
Fair Value of Financial Instruments (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Fair Value Disclosures [Abstract] | |
Restrictions on Cash and Cash Equivalents | The following is a summary of cash, cash equivalents, and restricted cash (in thousands): June 30, 2021 2020 Cash and cash equivalents $ 21,364 $ 29,458 Restricted cash 18,346 — Restricted cash presented in prepaid and other current assets 94 — Total cash, cash equivalents, and restricted cash shown in the condensed consolidated statement of cash flows $ 39,804 $ 29,458 |
Schedule of Cash and Cash Equivalents | The following is a summary of cash, cash equivalents, and restricted cash (in thousands): June 30, 2021 2020 Cash and cash equivalents $ 21,364 $ 29,458 Restricted cash 18,346 — Restricted cash presented in prepaid and other current assets 94 — Total cash, cash equivalents, and restricted cash shown in the condensed consolidated statement of cash flows $ 39,804 $ 29,458 |
Summary of Cash, Cash Equivalents and Available-for-Sale Investments Measured at Fair Value on Recurring Basis | The following is a summary of the Company’s unrealized gains and losses related to its short-term investments in marketable securities designated available-for-sale (in thousands): Reported as: Amortized Gross Unrealized Estimated Cash and cash Short-term June 30, 2021 Gains Losses Level 1: Cash $ 13,207 $ — $ — $ 13,207 $ 13,207 $ — Money market funds 8,157 — — 8,157 8,157 — 21,364 — — 21,364 21,364 — Level 2: U.S. treasury bills 28,390 5 — 28,395 — 28,395 U.S. government agency bonds 8,011 — — 8,011 — 8,011 36,401 5 — 36,406 — 36,406 $ 57,765 $ 5 $ — $ 57,770 $ 21,364 $ 36,406 Reported as: Amortized Gross Unrealized Estimated Cash and cash Short-term December 31, 2020 Gains Losses Level 1: Cash $ 9,755 $ — $ — $ 9,755 $ 9,755 $ — Money market funds 2,762 — — 2,762 2,762 — 12,517 — — 12,517 12,517 — Level 2: U.S. treasury bills 49,698 4 (3) 49,699 1,004 48,695 Corporate debt securities 6,307 — (2) 6,305 — 6,305 U.S. government agency bonds 19,504 3 (1) 19,506 — 19,506 75,509 7 (6) 75,510 1,004 74,506 $ 88,026 $ 7 $ (6) $ 88,027 $ 13,521 $ 74,506 |
Summary of Changes in the Fair Value of Derivative Liabilities | Changes in the fair value of the Company’s Level 3 liabilities were as follows: June 30, Balance at December 31, 2020 $ 3,048 Fair value adjustment (313) Balance at June 30, 2021 $ 2,735 |
Schedule of Derivative Instruments | The Company had gross notional amounts (in EUR) on foreign currency exchange contracts not designated as hedging instruments outstanding as of June 30, 2021 and December 31, 2020 as follows (in thousands): June 30, December 31, Notional amounts: Forward contracts € 45,000 € 45,000 Gross fair value recorded in: Prepaid expenses and other current assets $ — $ 275 Other non-current assets $ — $ 558 Other current liabilities $ 345 $ — Other non-current liabilities $ 697 $ — |
Derivatives Not Designated as Hedging Instruments | The following table summarizes the effect of the Company’s foreign currency exchange contracts on its condensed consolidated statements of operations recognized in other income (expense), net (in thousands): Three Months Ended Six Months Ended June 30, 2021 June 30, 2021 Recognized gains (losses) on foreign currency exchange contracts $ 411 $ (1,876) Foreign exchange gain (loss) on remeasurement of deferred acquisition related consideration $ (671) $ 1,713 |
Stock-based Compensation Expe_2
Stock-based Compensation Expense (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Summary of Stock Option Activity | The following is a summary of the Company’s stock option activity and related information (options in thousands): Six Months Ended Options Weighted Average Outstanding, beginning of period 3,599 $ 22.01 Granted 844 22.27 Exercised (145) 11.36 Forfeited (387) 25.52 Outstanding, end of period 3,911 22.11 Exercisable 1,555 23.04 |
Summary of Restricted Stock Units Activity | The following is a summary of the Company’s RSU activity and related information (RSUs in thousands): Six Months Ended RSUs Weighted Average Outstanding, beginning of period 488 $ 23.88 Awarded 290 22.78 Vested (122) 26.54 Forfeited (64) 22.82 Outstanding, end of period 592 22.91 |
Summary of Performance Stock Units Activity | The following is a summary of the Company’s PSU activity and related information (PSUs in thousands): Six Months Ended PSUs Weighted Average Outstanding, beginning of period 130 $ 15.94 Awarded 187 24.99 Forfeited (15) 21.84 Outstanding, end of period 302 21.25 |
Summary of Stock Based Compensation Expense | Total stock-based compensation expense recognized is as follows (in thousands): Three Months Ended Six Months Ended 2021 2020 2021 2020 Cost of sales $ 401 $ 334 $ 722 $ 775 Selling, general and administrative 3,590 2,862 6,681 6,414 Research and development 586 436 1,235 799 $ 4,577 $ 3,632 $ 8,638 $ 7,988 |
Net Loss per Share (Tables)
Net Loss per Share (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Earnings Per Share [Abstract] | |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | The following potentially dilutive securities outstanding have been excluded from the computations of weighted average shares outstanding because such securities have an antidilutive impact due to losses reported (in common stock equivalent shares, in thousands): Three Months Ended Six Months Ended 2021 2020 2021 2020 Common stock options 3,484 3,056 3,484 3,056 Market-based performance stock options 427 427 427 427 Restricted stock units 592 546 592 546 Market-based performance stock units 302 177 302 177 Employee stock purchase plan shares 59 72 59 72 Stock issuable upon conversion of convertible note 6,309 6,309 6,309 6,309 11,173 10,587 11,173 10,587 |
Convertible Notes (Tables)
Convertible Notes (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Debt Disclosure [Abstract] | |
Summary of Net Carrying Amount of the Convertible Notes | As of June 30, 2021 and December 31, 2020, the net carrying amount of the Convertible Notes was as follows: June 30, December 31, Outstanding principal amount of convertible notes $ 65,000 $ 65,000 Unamortized debt discount and transaction costs (3,952) (4,398) Fair value of embedded derivatives 2,735 3,048 Convertible notes, net $ 63,783 $ 63,650 |
Income Taxes (Tables)
Income Taxes (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Income Tax Expense (Benefit) | The provision for income taxes in the periods presented is based upon the loss before income taxes (in thousands): Three Months Ended Six Months Ended 2021 2020 2021 2020 Provision for income tax (benefit) $ (440) $ — $ (862) $ — |
Organization (Details)
Organization (Details) | Aug. 06, 2021$ / shares |
Subsequent Event | Merger Agreement, Intersect ENT, Inc. | Medtronic, Inc. | |
Business Acquisition [Line Items] | |
Business acquisition, share price (in USD per share) | $ 28.25 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended |
Mar. 31, 2021 | Jun. 30, 2021 | |
Property, Plant and Equipment [Line Items] | ||
Impairment of property and equipment | $ 0.4 | |
Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, useful life | 2 years | |
Lease, Term Of Contract | 24 months | |
Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, useful life | 5 years | |
Lease, Term Of Contract | 48 months |
Composition of Certain Financ_3
Composition of Certain Financial Statement Items - Accounts Receivable (Detail) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Accounts receivable | $ 16,387 | $ 15,079 | |
Allowance for doubtful accounts | (394) | (487) | |
Accounts receivable, net | $ 15,993 | $ 14,592 | [1] |
[1] | Amounts have been derived from the December 31, 2020 audited consolidated financial statements included in the Company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission. |
Composition of Certain Financ_4
Composition of Certain Financial Statement Items - Components of Inventories (Detail) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Raw materials | $ 3,237 | $ 2,865 | |
Work-in-process | 5,119 | 3,411 | |
Finished goods | 6,703 | 5,778 | |
Inventory | $ 15,059 | $ 12,054 | [1] |
[1] | Amounts have been derived from the December 31, 2020 audited consolidated financial statements included in the Company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission. |
Composition of Certain Financ_5
Composition of Certain Financial Statement Items - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||||
Share-based payment arrangement, amount capitalized | $ 400 | $ 300 | |||
Revenue | $ 27,349 | $ 9,780 | $ 51,677 | $ 29,606 |
Composition of Certain Financ_6
Composition of Certain Financial Statement Items - Operating Lease Liabilities (Detail) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Current portion presented in other current liabilities | $ 2,276 | $ 762 | |
Non-current portion presented in operating lease liabilities | 15,375 | 17,736 | [1] |
Total | $ 17,651 | $ 18,498 | |
[1] | Amounts have been derived from the December 31, 2020 audited consolidated financial statements included in the Company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission. |
Composition of Certain Financ_7
Composition of Certain Financial Statement Items - Disaggregation of Revenue (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 27,349 | $ 9,780 | $ 51,677 | $ 29,606 |
PROPEL family of products | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 23,059 | 9,481 | 43,501 | 28,571 |
SINUVA | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 2,686 | 299 | 5,121 | 1,035 |
VenSure, CUBE, and accessories | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 1,604 | $ 0 | 3,055 | $ 0 |
CUBE | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 400 | $ 600 |
Fair Value of Financial Instr_3
Fair Value of Financial Instruments - Additional Information (Detail) - USD ($) | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | ||
Fair Value Disclosures [Abstract] | ||||||
Convertible debt, fair value disclosures | $ 86,700,000 | $ 86,700,000 | ||||
Restricted cash | 18,346,000 | $ 0 | 18,346,000 | $ 0 | $ 17,500,000 | [1] |
Investments with a contractual maturity of greater than one year | 0 | 0 | $ 0 | |||
Unrealized gain (loss) on investments | 0 | |||||
Fair value of embedded derivatives | 2,700,000 | 2,700,000 | ||||
Embedded derivative, gain (loss) on embedded derivative, net | $ 700,000 | $ (1,800,000) | $ 300,000 | $ (1,800,000) | ||
[1] | Amounts have been derived from the December 31, 2020 audited consolidated financial statements included in the Company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission. |
Fair Value of Financial Instr_4
Fair Value of Financial Instruments - Cash, Cash Equivalents and Restricted Cash (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 | Jun. 30, 2020 | Dec. 31, 2019 | |
Fair Value Disclosures [Abstract] | |||||
Cash and cash equivalents | $ 21,364 | $ 13,521 | [1] | $ 29,458 | |
Restricted cash | 18,346 | 17,500 | [1] | 0 | |
Prepaid expenses and other current assets | 94 | 0 | |||
Total cash, cash equivalents, and restricted cash shown in the condensed consolidated statement of cash flows | $ 39,804 | $ 31,021 | $ 29,458 | $ 20,652 | |
[1] | Amounts have been derived from the December 31, 2020 audited consolidated financial statements included in the Company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission. |
Fair Value of Financial Instr_5
Fair Value of Financial Instruments - Summary of Cash, Cash Equivalents and Short-Term Investments Available-for-Sale, by Type of Instrument (Detail) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 | Jun. 30, 2020 | |
Net Investment Income [Line Items] | ||||
Cash and cash equivalents | $ 21,364 | $ 13,521 | [1] | $ 29,458 |
Short-term investments | 36,406 | 74,506 | [1] | |
Fair Value, Recurring | ||||
Net Investment Income [Line Items] | ||||
Cash and cash equivalents | 21,364 | 13,521 | ||
Gross Unrealized, Gains | 5 | 7 | ||
Gross Unrealized, Losses | 0 | (6) | ||
Cash and cash equivalents and short-term securities, available for sale, amortized cost | 57,765 | 88,026 | ||
Cash and cash equivalents and short-term investments, available for sale | 57,770 | 88,027 | ||
Short-term investments | 36,406 | 74,506 | ||
Fair Value, Recurring | Level 1: | ||||
Net Investment Income [Line Items] | ||||
Cash and cash equivalents | 21,364 | 12,517 | ||
Fair Value, Recurring | Level 1: | Cash | ||||
Net Investment Income [Line Items] | ||||
Cash and cash equivalents | 13,207 | 9,755 | ||
Fair Value, Recurring | Level 1: | Money market funds | ||||
Net Investment Income [Line Items] | ||||
Cash and cash equivalents | 8,157 | 2,762 | ||
Fair Value, Recurring | Level 2: | ||||
Net Investment Income [Line Items] | ||||
Cash and cash equivalents | 1,004 | |||
Amortized Cost | 36,401 | 75,509 | ||
Gross Unrealized, Gains | 5 | 7 | ||
Gross Unrealized, Losses | 0 | (6) | ||
Estimated Fair Value | 36,406 | 75,510 | ||
Short-term investments | 36,406 | 74,506 | ||
U.S. treasury bills | Fair Value, Recurring | Level 2: | ||||
Net Investment Income [Line Items] | ||||
Cash and cash equivalents | 1,004 | |||
Amortized Cost | 28,390 | 49,698 | ||
Gross Unrealized, Gains | 5 | 4 | ||
Gross Unrealized, Losses | 0 | (3) | ||
Estimated Fair Value | 28,395 | 49,699 | ||
Short-term investments | 28,395 | 48,695 | ||
Corporate debt securities | Fair Value, Recurring | Level 2: | ||||
Net Investment Income [Line Items] | ||||
Amortized Cost | 6,307 | |||
Gross Unrealized, Gains | 0 | |||
Gross Unrealized, Losses | (2) | |||
Estimated Fair Value | 6,305 | |||
Short-term investments | 6,305 | |||
U.S. government agency bonds | Fair Value, Recurring | Level 2: | ||||
Net Investment Income [Line Items] | ||||
Amortized Cost | 8,011 | 19,504 | ||
Gross Unrealized, Gains | 0 | 3 | ||
Gross Unrealized, Losses | 0 | (1) | ||
Estimated Fair Value | 8,011 | 19,506 | ||
Short-term investments | $ 8,011 | $ 19,506 | ||
[1] | Amounts have been derived from the December 31, 2020 audited consolidated financial statements included in the Company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission. |
Fair Value of Financial Instr_6
Fair Value of Financial Instruments - Summary of changes in the fair value of derivative liabilities (Detail) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Embedded Derivative Liability [Roll Forward] | ||
Fair value adjustment | $ (313) | $ 1,796 |
Ending balance | 2,700 | |
Fair Value, Inputs, Level 3 | ||
Embedded Derivative Liability [Roll Forward] | ||
Beginning balance | 3,048 | |
Fair value adjustment | (313) | |
Ending balance | $ 2,735 |
Fair Value of Financial Instr_7
Fair Value of Financial Instruments - Gross Notional Amounts on Foreign currency Exchange Contracts Not Designated as Hedging Instruments (Details) - Forward contracts - Not Designated as Hedging Instrument € in Thousands, $ in Thousands | Jun. 30, 2021EUR (€) | Jun. 30, 2021USD ($) | Dec. 31, 2020EUR (€) | Dec. 31, 2020USD ($) |
Derivative [Line Items] | ||||
Notional amount | € | € 45,000 | € 45,000 | ||
Prepaid expenses and other current assets | ||||
Derivative [Line Items] | ||||
Fair value of derivative assets | $ 0 | $ 275 | ||
Other non-current assets | ||||
Derivative [Line Items] | ||||
Fair value of derivative assets | 0 | 558 | ||
Other current liabilities | ||||
Derivative [Line Items] | ||||
Fair value of the derivative liabilities | 345 | 0 | ||
Other non-current liabilities | ||||
Derivative [Line Items] | ||||
Fair value of the derivative liabilities | $ 697 | $ 0 |
Fair Value of Financial Instr_8
Fair Value of Financial Instruments - Effect of Foreign Currency Exchange Contracts (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2021 | Jun. 30, 2020 | |
Derivative [Line Items] | |||
Foreign exchange gain (loss) on remeasurement of deferred acquisition related consideration | $ 1,425 | $ 0 | |
Forward contracts | |||
Derivative [Line Items] | |||
Recognized gains (losses) on foreign currency exchange contracts | $ 411 | (1,876) | |
Foreign exchange gain (loss) on remeasurement of deferred acquisition related consideration | $ (671) | $ 1,713 |
Business Combinations - Additio
Business Combinations - Additional Information (Details) € in Millions | Oct. 02, 2020USD ($) | Oct. 02, 2020EUR (€) | Oct. 31, 2021EUR (€) | Jun. 30, 2021USD ($) | Mar. 31, 2021USD ($) | Dec. 31, 2020USD ($) | [1] | Oct. 02, 2020EUR (€) |
Business Acquisition, Contingent Consideration [Line Items] | ||||||||
Goodwill | $ 47,035,000 | $ 46,639,000 | ||||||
Minimum | ||||||||
Business Acquisition, Contingent Consideration [Line Items] | ||||||||
Goodwill, purchase accounting adjustments | 400,000 | |||||||
Maximum | ||||||||
Business Acquisition, Contingent Consideration [Line Items] | ||||||||
Goodwill, purchase accounting adjustments | $ 47,000,000 | |||||||
Fiagon AG Medical | ||||||||
Business Acquisition, Contingent Consideration [Line Items] | ||||||||
Payments to acquire businesses, gross | $ 17,600,000 | € 15 | ||||||
Total purchase consideration | 69,300,000 | |||||||
Deferred purchase consideration for a business combination | 51,700,000 | |||||||
Escrow deposit | 17,500,000 | € 15 | ||||||
Assets | 4,600,000 | |||||||
Inventory assumed | 2,200,000 | |||||||
Liabilities assumed | 4,200,000 | |||||||
Deferred tax liabilities | 2,200,000 | |||||||
Intangible assets | 21,900,000 | |||||||
Goodwill | $ 46,600,000 | |||||||
Fiagon AG Medical | Trademarks | ||||||||
Business Acquisition, Contingent Consideration [Line Items] | ||||||||
Impairment of intangible assets, finite-lived | $ 200,000 | |||||||
Fiagon AG Medical | Forecast | ||||||||
Business Acquisition, Contingent Consideration [Line Items] | ||||||||
Purchase price adjustment | € | € 2.5 | |||||||
[1] | Amounts have been derived from the December 31, 2020 audited consolidated financial statements included in the Company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission. |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Detail) - $ / shares | Jun. 30, 2021 | Dec. 31, 2020 | Jun. 30, 2020 |
Class of Stock [Line Items] | |||
Preferred stock, shares authorized (in shares) | 9,994,000 | 9,994,000 | |
Preferred stock, par value (in usd per share) | $ 0.001 | $ 0.001 | |
Series DF-1 Convertible Preferred Stock | |||
Class of Stock [Line Items] | |||
Preferred stock, shares authorized (in shares) | 6,310 | 6,000 | 10,000,000 |
Preferred stock, par value (in usd per share) | $ 0.001 | $ 0.001 | |
Number of common shares issuable per converted share (in shares) | 1,000 | ||
Conversion of stock, shares issuable (in shares) | 6,309,459 |
Stock-based Compensation Expe_3
Stock-based Compensation Expense - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Millions | Jan. 01, 2020 | Jun. 30, 2018 | Jul. 31, 2014 | Jun. 30, 2021 | Jun. 30, 2020 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Percentage of shares outstanding | 3.00% | ||||
Common stock, capital shares reserved for future issuance, increase during period (in shares) | 988,070 | ||||
Shares reserved for issuance (in shares) | 10,922,838 | 3,310,745 | |||
Unearned stock-based compensation | $ 37.4 | ||||
Weighted average period for unearned stock-based compensation to be recognized | 2 years 6 months | ||||
Common stock options | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Options granted (in shares) | 844,000 | ||||
Options price, granted (in usd per share) | $ 22.27 | ||||
Aggregate intrinsic value of options outstanding | $ 2.4 | ||||
Aggregate intrinsic value of options outstanding and exercisable | $ 1.7 | ||||
Weighted-average remaining contractual term of options outstanding | 7 years 10 months 24 days | ||||
Weighted-average remaining contractual term of options exercisable | 6 years 6 months | ||||
Aggregate intrinsic value of options exercised | $ 1.4 | $ 1.2 | |||
Market Based Vesting Option | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Options granted (in shares) | 427,147 | ||||
Options price, granted (in usd per share) | $ 20.44 | ||||
Restricted stock units | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Aggregate intrinsic value, outstanding | $ 10.1 | ||||
Weighted-average remaining contractual term, outstanding | 2 years | ||||
Performance Shares | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Aggregate intrinsic value, outstanding | $ 5.2 | ||||
Weighted-average remaining contractual term, outstanding | 2 years | ||||
Employee stock purchase plan shares | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Common stock, capital shares reserved for future issuance, increase during period (in shares) | 1,200,000 | ||||
Shares reserved for issuance (in shares) | 836,075 | ||||
Shares authorized for future issuance (in shares) | 1,696,092 | 496,092 | |||
Shares issued (in shares) | 57,754 |
Stock-based Compensation Expe_4
Stock-based Compensation Expense - Summary of Stock Option Activity (Detail) - Common stock options - $ / shares shares in Thousands | 6 Months Ended |
Jun. 30, 2021 | |
Options | |
Outstanding, beginning of period (in shares) | 3,599 |
Granted (in shares) | 844 |
Exercised (in shares) | (145) |
Forfeited (in shares) | (387) |
Outstanding, end of period (in shares) | 3,911 |
Exercisable (in shares) | 1,555 |
Weighted Average Exercise Price | |
Outstanding, beginning of period (in usd per share) | $ 22.01 |
Granted (in usd per share) | 22.27 |
Exercised (in usd per share) | 11.36 |
Forfeited (in usd per share) | 25.52 |
Outstanding, end of period (in usd per share) | 22.11 |
Exercisable (in usd per share) | $ 23.04 |
Stock-based Compensation Expe_5
Stock-based Compensation Expense - Summary of Restricted Stock Units Activity (Detail) - Restricted stock units shares in Thousands | 6 Months Ended |
Jun. 30, 2021$ / sharesshares | |
RSUs | |
Outstanding, beginning of period (in shares) | shares | 488 |
Awarded (in shares) | shares | 290 |
Vested (in shares) | shares | (122) |
Forfeited (in shares) | shares | (64) |
Outstanding, end of period (in shares) | shares | 592 |
Weighted Average Fair Value | |
Outstanding, beginning of period (in usd per share) | $ / shares | $ 23.88 |
Awarded (in usd per share) | $ / shares | 22.78 |
Vested (in usd per share) | $ / shares | 26.54 |
Forfeited (in usd per share) | $ / shares | 22.82 |
Outstanding, end of period (in usd per share) | $ / shares | $ 22.91 |
Stock-based Compensation Expe_6
Stock-based Compensation Expense - Summary of Performance Stock Unit Activity (Detail) - Performance Shares shares in Thousands | 6 Months Ended |
Jun. 30, 2021$ / sharesshares | |
RSUs | |
Outstanding, beginning of period (in shares) | shares | 130 |
Awarded (in shares) | shares | 187 |
Forfeited (in shares) | shares | (15) |
Outstanding, end of period (in shares) | shares | 302 |
Weighted Average Fair Value | |
Outstanding, beginning of period (in usd per share) | $ / shares | $ 15.94 |
Awarded (in usd per share) | $ / shares | 24.99 |
Forfeited (in usd per share) | $ / shares | 21.84 |
Outstanding, end of period (in usd per share) | $ / shares | $ 21.25 |
Stock-based Compensation Expe_7
Stock-based Compensation Expense - Summary of Stock Based Compensation Expense (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock-based compensation expense | $ 4,577 | $ 3,632 | $ 8,638 | $ 7,988 |
Cost of sales | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock-based compensation expense | 401 | 334 | 722 | 775 |
Selling, general and administrative | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock-based compensation expense | 3,590 | 2,862 | 6,681 | 6,414 |
Research and development | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock-based compensation expense | $ 586 | $ 436 | $ 1,235 | $ 799 |
Net Loss per Share - Schedule o
Net Loss per Share - Schedule of Potentially Dilutive Securities Outstanding Excluded from the Computations of Diluted Weighted Average Shares Outstanding (Detail) - shares shares in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share, amount (in shares) | 11,173 | 10,587 | 11,173 | 10,587 |
Common stock options | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share, amount (in shares) | 3,484 | 3,056 | 3,484 | 3,056 |
Market-based performance stock options | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share, amount (in shares) | 427 | 427 | 427 | 427 |
Restricted stock units | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share, amount (in shares) | 592 | 546 | 592 | 546 |
Market-based performance stock units | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share, amount (in shares) | 302 | 177 | 302 | 177 |
Employee stock purchase plan shares | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share, amount (in shares) | 59 | 72 | 59 | 72 |
Stock issuable upon conversion of convertible note | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share, amount (in shares) | 6,309 | 6,309 | 6,309 | 6,309 |
Convertible Notes - Additional
Convertible Notes - Additional Information (Detail) | May 11, 2020USD ($)day$ / shares | Jun. 30, 2021USD ($) | Jun. 30, 2020USD ($) | Jun. 30, 2021USD ($) | Jun. 30, 2020USD ($) | Dec. 31, 2020USD ($) |
Debt Instrument [Line Items] | ||||||
Amortization of the convertible debt discount and issuance costs | $ 446,000 | $ 117,000 | ||||
Embedded Derivative Financial Instruments | ||||||
Debt Instrument [Line Items] | ||||||
Embedded derivative liability | $ 1,800,000 | |||||
Convertible Debt | ||||||
Debt Instrument [Line Items] | ||||||
Face amount of debt | $ 65,000,000 | |||||
Interest rate | 4.00% | |||||
Debt instrument, convertible, conversion ratio | 0.0643501 | |||||
Debt instrument, convertible, conversion price (in usd per share) | $ / shares | $ 15.54 | |||||
Long-term debt | $ 61,800,000 | $ 63,783,000 | 63,783,000 | $ 63,650,000 | ||
Percentage of shares held after conversion of convertible notes | 4.985% | |||||
Debt instrument, covenant, enterprise value threshold | 50.00% | |||||
Debt instrument, unamortized discount | $ 1,800,000 | |||||
Debt issuance costs, net | $ 3,200,000 | |||||
Amortization of the convertible debt discount and issuance costs | 200,000 | $ 100,000 | 400,000 | $ 100,000 | ||
Outstanding principal amount of convertible notes | 65,000,000 | 65,000,000 | $ 65,000,000 | |||
Accrued interest | $ 700,000 | $ 700,000 | ||||
Convertible Debt | Minimum | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, redemption, notification period | day | 10 | |||||
Convertible Debt | Maximum | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, redemption, notification period | day | 60 | |||||
Convertible Debt | On or after the second anniversary of issuance date | ||||||
Debt Instrument [Line Items] | ||||||
Redemption of convertible notes | $ 32,500,000 | |||||
Debt instrument, convertible, threshold trading days | day | 20 | |||||
Debt instrument, convertible, threshold consecutive trading days | day | 30 | |||||
Debt instrument, redemption price, percentage | 150.00% | |||||
Convertible Debt | On or after the third anniversary of issuance date | ||||||
Debt Instrument [Line Items] | ||||||
Redemption of convertible notes | $ 65,000,000 | |||||
Debt instrument, convertible, threshold trading days | day | 20 | |||||
Debt instrument, convertible, threshold consecutive trading days | day | 30 | |||||
Debt instrument, redemption price, percentage | 200.00% |
Convertible Notes - Summary of
Convertible Notes - Summary of net carrying amount of the convertible notes (Detail) - USD ($) | Jun. 30, 2021 | Dec. 31, 2020 | May 11, 2020 |
Debt Instrument [Line Items] | |||
Fair value of embedded derivatives | $ 2,700,000 | ||
Convertible Debt | |||
Debt Instrument [Line Items] | |||
Outstanding principal amount of convertible notes | 65,000,000 | $ 65,000,000 | |
Unamortized debt discount and transaction costs | (3,952,000) | (4,398,000) | |
Fair value of embedded derivatives | 2,735,000 | 3,048,000 | |
Convertible notes, net | $ 63,783,000 | $ 63,650,000 | $ 61,800,000 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) $ in Millions | Jun. 30, 2021USD ($) |
Statement of Financial Position [Abstract] | |
Loss contingency accrual | $ 0.3 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Income Tax Disclosure [Abstract] | ||||
Provision for income tax (benefit) | $ (440) | $ 0 | $ (862) | $ 0 |
Subsequent Event (Details)
Subsequent Event (Details) - USD ($) | Jul. 22, 2021 | Aug. 06, 2021 | Jun. 30, 2021 | Dec. 31, 2020 |
Subsequent Event [Line Items] | ||||
Common stock, par value (in usd per share) | $ 0.001 | $ 0.001 | ||
Subsequent Event | Merger Agreement, Intersect ENT, Inc. | Medtronic, Inc. | ||||
Subsequent Event [Line Items] | ||||
Common stock, par value (in usd per share) | $ 0.001 | |||
Business acquisition, share price (in USD per share) | $ 28.25 | |||
Senior Loans | Subsequent Event | ||||
Subsequent Event [Line Items] | ||||
Face amount of debt | $ 60,000,000 | |||
Interest rate | 7.50% | |||
Proceeds from issuance of long-term debt | $ 19,700,000 | |||
Senior Loans | Subsequent Event | Period One | ||||
Subsequent Event [Line Items] | ||||
Debt instrument, redemption amount | 20,000,000 | |||
Senior Loans | Subsequent Event | Period Two | ||||
Subsequent Event [Line Items] | ||||
Debt instrument, redemption amount | 20,000,000 | |||
Senior Loans | Subsequent Event | Period Three | ||||
Subsequent Event [Line Items] | ||||
Debt instrument, redemption amount | $ 20,000,000 |